ClearSign Technologies Corporation announced it has entered into a securities purchase agreement to issue 1,953,500 common units at issue price $1.85 for gross proceeds $3,613,975 and 393,042 prefunded units at issue price $1.8498 for gross proceeds $727,049.0916, for total gross proceeds $4,341,024.0916 on June 24, 2024. The transaction includes participation from clirSPV LLC. Each common unit consists of two Shares and three Common Warrants, each to purchase one Warrant Share. Each prefunded unit consists of one Pre-funded Warrant to purchase two Pre-funded Warrant Shares and three Warrants, each Warrant to purchase one Common Warrant Share.

On same day, The Company issued an aggregate of 3,907,000 shares of common stock, pre-funded warrants to purchase up to 786,000 shares of common stock, and redeemable warrants to purchase up to 7,039,500 shares of common stock in its first tranche. The offering is pursuant to an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Regulation D thereunder, the Company desires to issue and sell to Purchaser, and Purchaser desires to purchase from the Company, securities of the Company as more fully described in this Agreement.